(c) Lessor may elect (either on first tender of the Aircraft by
 Lessee or at any time during the said extension period) to
 accept redelivery of the Aircraft notwithstanding
 non-compliance with Clause 12.1 or Schedule 3, in which case
 Lessee will indemnify Lessor on an After-Tax Basis, and
 provide cash to Lessor (in an amount satisfactory to Lessor
 acting reasonably) as security for that indemnity in respect
 of the actual cost to Lessor of putting the Aircraft into the
 condition required by this Agreement based upon reasonable
 prevailing market labor rates and costs of materials.

 12.4 ACKNOWLEDGEMENT:

 Provided Lessee has complied with its obligations under this Clause
 12 (including Schedule 3), upon redelivery of the Aircraft by Lessee
 to Lessor at the Redelivery Location, Lessor will deliver to Lessee
 an acknowledgement confirming that Lessee has redelivered the
 Aircraft to Lessor in accordance with this Clause 12 (including
 Schedule 3).

 12.5 REDELIVERY MAINTENANCE ADJUSTMENT:

 On the Final Expiry Date, Lessee shall make maintenance adjustment
 payments to Lessor on an After-Tax Basis in accordance with Part 3
 of Schedule 3 hereto.

 12.6 EXPORT DOCUMENTS:

 Upon redelivery Lessee shall provide to Lessor all documents
 necessary to export the Aircraft from the Habitual Base (including,
 without limitation, a valid and subsisting export license for the
 Aircraft if required by the relevant Governmental Authorities of the
 Habitual Base) and required in relation to the deregistration of the
 Aircraft with the Air Authority.

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 12.7 MAINTENANCE PROGRAM